Introduction to the Duties of Supervisors in Taiwan Company

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A Taiwan limited company by shares is required to appoint at least one supervisor to oversee and conduct audits of the company’s operations. The primary purpose of supervisor role is to serve as a check against the board of directors, ensuring that the rights of general shareholders are not infringed upon and that directors do not abuse their powers for personal gain. Consequently, a supervisor cannot hold the position of manager, director, or other employee of the organization at the same time. Additionally, information regarding the supervisor is publicly accessible and can be reviewed by the public.

 

The primary duties of supervisor in Taiwan company are as follows:

 

  1. The supervisor may convene a shareholder meeting in the interest of the company when necessary, such as when the board of directors fails to convene the meeting or is unable to do so.

 

  1. The supervisor is responsible for reviewing and auditing various documents prepared by the board of directors for submission to the shareholder meeting and must report their findings to the shareholders. The documents include the business report, financial statements, and proposals for the distribution of profits or the allocation of losses. If the supervisor submits a false report to the shareholder meeting, they may face not only general criminal liability but also special penalties under the Company Act, which may include a fine of up to NTD 60,000.

 

  1. The supervisor is entitled to attend board meetings and express their opinions.

 

  1. If the board of directors or any director engages in actions that violate laws, the company’s articles of incorporation, or resolutions passed by the shareholder meeting, the supervisor must immediately notify the board or the director to cease such actions.

 

  1. When a director engages in transactions such as sales or loans with the company for their own benefit or on behalf or on behalf of another, the supervisor is legally authorized to represent the company in these transactions with the director.

 

  1. If a supervisor violates the laws, the company’s articles of incorporation, or neglects their duties while performing their role, resulting in damage to the company, the supervisor is legally liable to compensate the company. Additionally, if the supervisor is liable for damages to the company or third parties, and the directors are also responsible, the supervisor and the directors will be jointly and severally liable under the law.

 

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